Earnings Release
4Q25
Free flow gantry | Ecovias Noroeste Paulista
To create paths never before imagined.
This is our purpose.
Wednesday, March 18, 2026
11 a.m. (Brasília) / 10 a.m. (NY)PRESENTATION OF RESULTS
in Portuguese with simultaneous translation into English
Connection data
Access hereAccess here
Replay: Results Center(IR website)
For more information
Marcello Guidotti Andrea Fernandes
Thiago Piffer Gustavo Silva
invest@ecorodovias.com.br
ecorodovias.com.br/ri
EcoRodovias Infraestrutura e Logística S.A. announces its results for the fourth quarter of 2025 (4Q25) and fiscal year 2025. Except where stated otherwise, comparisons are with the fourth quarter (4Q24) and fiscal year 2024.
Operating and Financial Highlights
Consolidated traffic: growth of 26.5% in 4Q25 and 22.0% in 2025.
Comparable traffic1: growth of 3.3% in 4Q25 and 3.9% in 2025, mainly due to heavy vehicle traffic: +3.8% in 4Q25 and +5.1% in 2025.
Adjusted net revenue2: R$1,945.8 million in 4Q25 (+14.5%) and R$7,406.3 million in 2025 (+15.0%).
Adjusted cash costs3ex-Ecoporto: decrease of 1.8% in 4Q25 and 0.8% in 2025, lower than inflation (IPCA:
+4.26% in 2025). Cash costs/adjusted net revenue reached 25.3% in 2025.Adjusted EBITDA4: R$1,448.7 million in 4Q25 (+16.6%), with adjusted EBITDA margin of 74.5% (+1.4 p.p.) and R$5,571.1 million in 2025 (+18.6%), with margin of 75.2% (+2.3 p.p.). Additionally, adjusted EBITDA margin from highway concessions reached 77.4% in 4Q25 (+2.0 p.p.) and 76.7% in 2025 (+1.9 p.p.).
Recurring net income5: R$241.8 million in 4Q25 and R$852.9 million in 2025.
Dividends: allocation of net income will be submitted to approval by the Annual Shareholders Meeting, scheduled to be held on April 16, 2026, of which R$210.4 million refers to the distribution of minimum mandatory dividends.
Consolidated leverage ratio: 3.8x net debt/adjusted EBITDA in December/25. Normalized leverage (pro forma), considering Ecovias Raposo Castello's annualized adjusted EBITDA, would reach 3.7x in 4Q25.
Focus on the delivery of capacity expansion works and improvements of highway concessions: capex of R$1,679.9 million in 4Q25 (+16.5%) and R$5,089.4 million in 2025 (+15.9%).
Financial Indicators (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Adjusted Net Revenue2 | 1,945.8 | 1,699.7 | 14.5% | 7,406.3 | 6,439.8 | 15.0% |
Adjusted EBITDA4 | 1,448.7 | 1,242.3 | 16.6% | 5,571.1 | 4,697.3 | 18.6% |
Adjusted EBITDA Margin | 74.5% | 73.1% | 1.4 p.p. | 75.2% | 72.9% | 2.3 p.p. |
Recurring Net Income5 | 241.8 | 206.9 | 16.9% | 852.9 | 981.5 | -13.1% |
Capex6 | 1,679.9 | 1,442.1 | 16.5% | 5,089.4 | 4,393.1 | 15.9% |
Net Debt | 21,364.4 | 15,996.5 | 33.6% | 21,364.4 | 15,996.5 | 33.6% |
Available Cash | 4,999.2 | 4,038.4 | 23.8% | 4,999.2 | 4,038.4 | 23.8% |
Net Debt/Adjusted EBITDA4LTM7 | 3.8x | 3.4x | 0.4x | 3.8x | 3.4x | 0.4x |
Excluding Ecovias Noroeste Paulista and Ecovias Raposo Castello.
Excluding Construction Revenue.
Excluding Ecovias Noroeste Paulista, Ecovias Raposo Castello, provisions for contingencies - non-cash: R$22.4 million in 4Q25, R$30.9 million in 2025, Ecopátio's Property Tax (IPTU) provision in 4Q24/2024: R$23.3 million and the adjustment of the Phantom Stock Options Plan in 4Q25 (R$17.6 million).
Excluding Revenue and Construction Costs, Provision for Maintenance, impairment loss/reversal of impairment of Ecovias Capixaba, provisions for contingencies and Ecopátio's IPTU provision.
Net income attributable to controlling shareholders, excluding impairment loss/reversal of impairment of Ecovias Capixaba and monetary adjustment, provisions and monetary adjustment for contingencies, write-offs of deferred amounts from EcoRodovias Concessões e Serviços and Termares and Ecopátio's IPTU provision.
Excluding the fixed concession fee of R$2,268.2 million paid by Ecovias Raposo Castello to the concession authority in 1Q25.
LTM = last 12 months.
Material Events in 1Q26
In March 2026, as planned, the concession contract of Ecovias Sul was terminated, and the National Ground Transportation Agency (ANTT) will carry out the process of determining assets and liabilities. Credits recognized in favor of the concessionaire currently amount to R$107.3 million, of which R$48.3 million pertain to the execution of non-contractual works and R$59.0 million pertain to the toll tariff adjustment not applied by the concession authority in January 2025.
In February 2026, the toll tariff adjustment for Ecovias Capixaba was applied, with an increase of 47.89% reflecting the IPCA variation-from November 2022 to December 2025 (15.06%) - and the tariff increase of 28.53%, as defined in the contractual amendment, due to the completion of works within the scheduled timeframe.
Consolidated Results | ||||||
Consolidated Gross Revenue by Segment | ||||||
GROSS REVENUE (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Highway Concessions | 2,035.1 | 1,764.5 | 15.3% | 7,692.5 | 6,685.8 | 15.1% |
Construction Revenue | 1,437.7 | 1,097.0 | 31.1% | 4,114.8 | 3,432.6 | 19.9% |
Ecoporto Santos | 127.0 | 121.9 | 4.1% | 527.0 | 448.2 | 17.6% |
Ecopátio Cubatão | 12.7 | 7.7 | 65.3% | 61.9 | 53.4 | 15.9% |
Services | 146.2 | 117.5 | 24.4% | 575.4 | 465.5 | 23.6% |
Eliminations | (145.6) | (117.8) | 23.6% | (573.3) | (463.6) | 23.6% |
GROSS REVENUE | 3,613.1 | 2,990.8 | 20.8% | 12,398.4 | 10,621.8 | 16.7% |
(-) Construction Revenue | (1,437.7) | (1,097.0) | 31.1% | (4,114.8) | (3,432.6) | 19.9% |
ADJUSTED GROSS REVENUE | 2,175.4 | 1,893.9 | 14.9% | 8,283.6 | 7,189.2 | 15.2% |
Adjusted gross revenue, excluding construction revenue, was R$2,175.4 million in 4Q25 (+14.9%) and R$8,283.6 million in 2025 (+15.2%), driven by the growth in vehicle traffic, toll tariff adjustments and start of toll collection by Ecovias Noroeste Paulista in three toll plazas, on March 4, 2025, and by Ecovias Raposo Castello, partially, on March 30, 2025. Comparable gross revenue, excluding the start of toll collection by Ecovias Noroeste Paulista and Raposo Castello, increased 5.5% in 4Q25 and 7.5% in 2025, mainly due to the growth in vehicle traffic and toll tariff adjustments.
Highway concessions: R$2,035.1 million in 4Q25 (+15.3%) and R$7,692.5 million in 2025 (+15.1%) due to the growth in vehicle traffic, toll tariff adjustments and start of toll collection in three toll plazas, on Ecovias Noroeste Paulista and partially on Raposo Castello. Comparable gross revenue, excluding the start of toll collection by Ecovias Noroeste Paulista and Raposo Castello, increased 5.3% in 4Q25 and 6.7% in 2025, due to the growth in vehicle traffic and toll tariff adjustments.
Ecoporto Santos: R$127.0 million in 4Q25 (+4.1%) and R$527.0 million in 2025 (+17.6%), due to the increase in spot contracts for warehousing operations.
Ecopátio Cubatão: R$12.7 million in 4Q25 (+65.3%) and R$61.9 million in 2025 (+15.9%), due to contractual renegotiations.
Consolidated Operating Costs and Administrative Expenses
OPERATING COSTS AND ADMINISTRATIVE EXPENSES (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Personnel | 208.6 | 157.0 | 32.8% | 707.0 | 622.9 | 13.5% |
Conservation and Maintenance | 60.5 | 82.4 | -26.6% | 265.7 | 314.1 | -15.4% |
Third-Party Services | 124.6 | 112.1 | 11.2% | 446.2 | 406.8 | 9.7% |
Insurance, Concession Fees and Leasing | 56.0 | 53.4 | 4.8% | 226.2 | 200.9 | 12.6% |
Other | 72.5 | 75.8 | -4.4% | 228.3 | 226.4 | 0.8% |
CASH COSTS | 522.2 | 480.8 | 8.6% | 1,873.3 | 1,771.0 | 5.8% |
ADJUSTED CASH COSTS1 | 428.1 | 422.5 | 1.3% | 1,653.9 | 1,631.6 | 1.4% |
Construction Costs | 1,437.7 | 1,097.0 | 31.1% | 4,114.8 | 3,432.6 | 19.9% |
Provision for Maintenance | 17.3 | 25.2 | -31.4% | 102.9 | 125.4 | -18.0% |
Depreciation and Amortization | 370.8 | 287.2 | 29.1% | 1,358.3 | 984.8 | 37.9% |
OPERATING COSTS AND ADMINISTRATIVE EXPENSES | 2,348.0 | 1,890.2 | 24.2% | 7,449.2 | 6,313.8 | 18.0% |
Excluding costs and expenses at Ecocataratas, Ecovia Caminho do Mar, Ecovias Noroeste Paulista, Ecovias Raposo Castello, provisions for contingencies (non-cash): R$22.4 million in 4Q25, R$30.9 million in 2025, Ecopátio's Property Tax (IPTU) provision in 4Q24/2024: R$23.3 million and the adjustment of the Phantom Stock Options Plan in 4Q25 (R$17.6 million).
Operating costs and administrative expenses totaled R$2,348.0 million in 4Q25 (+24.2%) and R$7,449.2 million in 2025 (+18.0%), mainly due to the start of toll collection by Ecovias Noroeste Paulista and Ecovias Raposo Castello. Excluding construction costs, provision for maintenance, depreciation and amortization, cash costs came to R$522.2 million in 4Q25 (+8.6%) and R$1,873.3 million in 2025 (+5.8%).
Adjusted cash costs, excluding Ecoporto and excluding the start of toll collection by Ecovias Noroeste Paulista, Raposo Castello, provisions for contingencies and the recognition of the adjustment of the PhantomStock Option Plan, totaled R$337.0 million in 4Q25 (-1.8%) and R$1,347.3 million in 2025 (-0.8%), below inflation (IPCA: +4.26% in 2025). Provisions for contingencies refer to regulatory and tax liabilities at Ecoporto and Anish, totaling R$22.4 million. Additionally, the Company recorded a provision for the Phantom Stock Option Plan of R$23.5 million, due to the appreciation of the shares throughout 2025. For comparability purposes, the amount was normalized by quarter, with the 9M25 amount (R$17.6 million) being disregarded in 4Q25. In 4Q25, the reduction is mainly in Conservation and Maintenance costs, as a result of the service schedule on the highways, due to the higher rainfall volume in the period. Note that the operation of Ecoporto is under a transition agreement.
Provisions for contingencies
Additionally, in 2025 (3Q25), the Company recorded provisions for civil contingencies at Ecovias Capixaba (R$8.5 million) and, in 4Q24/2024, the IPTU tax at Ecopátio (R$23.3 million).
Cash cost / Adjusted net revenue (%)
In 2025, cash costs/adjusted net revenue came to 25.3%, down 2.2 p.p. from 2024 (27.5%) and 10.0 p.p. from 2022 (35.3%). These consecutive reductions are attributable to strategic cost management, operational efficiency initiatives, digital transformation, and innovation. New initiatives are constantly being developed to enhance operational efficiency.Consolidated Operating Costs and Administrative Expenses by Segment
OPERATING COSTS AND ADMINISTRATIVE EXPENSES (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Highway Concessions | 421.8 | 397.2 | 6.2% | 1,651.8 | 1,541.4 | 7.2% |
Ecoporto Santos | 91.1 | 79.5 | 14.6% | 306.6 | 272.8 | 12.4% |
Ecopátio Cubatão | 7.2 | 29.8 | -75.8% | 27.2 | 48.2 | -43.7% |
Services and Holding Company | 135.5 | 85.6 | 58.4% | 416.6 | 348.2 | 19.7% |
Eliminations | (133.5) | (111.4) | 19.9% | (528.9) | (439.6) | 20.3% |
CASH COSTS | 522.2 | 480.8 | 8.6% | 1,873.3 | 1,771.0 | 5.8% |
ADJUSTED CASH COSTS1 | 428.1 | 422.5 | 1.3% | 1,653.9 | 1,631.6 | 1.4% |
Construction Costs | 1,437.7 | 1,097.0 | 31.1% | 4,114.8 | 3,432.6 | 19.9% |
Provision for Maintenance | 17.3 | 25.2 | -31.4% | 102.9 | 125.4 | -18.0% |
Depreciation and Amortization | 370.8 | 287.2 | 29.1% | 1,358.3 | 984.8 | 37.9% |
OPERATING COSTS AND ADMINISTRATIVE EXPENSES | 2,348.0 | 1,890.2 | 24.2% | 7,449.2 | 6,313.8 | 18.0% |
Excluding costs and expenses at Ecocataratas, Ecovia Caminho do Mar, Ecovias Noroeste Paulista, Ecovias Raposo Castello, provisions for contingencies (non-cash): R$22.4 million in 4Q25, R$30.9 million in 2025, Ecopátio's Property Tax (IPTU) provision in 4Q24/2024: R$23.3 million and the adjustment of the Phantom Stock Options Plan in 4Q25 (R$17.6 million).
Cash costs of highway concessions totaled R$421.8 million in 4Q25 (+6.2%) and R$1,651.8 million in 2025 (+7.2%). Adjusted cash costs, excluding the start of toll collection by Ecovias Noroeste Paulista and Raposo Castello totaled R$365.8 million in 4Q25 (+2.4%) and R$1,441.7 million in 2025 (+2.7%), below inflation (IPCA:
+4.26% in 2025). In 4Q25, the increase is primarily attributable to Third-Party Services, as a result of the provision of operational support and user support services, due to the increased vehicle traffic and intercompany services provided by ECS.Cash costs of Ecoporto totaled R$91.1 million in 4Q25 (+14.6%) and R$306.6 million in 2025 (+12.4%). In 4Q25, the increase is primarily attributable to the rise in Others, as a result of the provision for contingencies referring to regulatory liabilities.
Cash costs of Ecopátio totaled R$7.2 million in 4Q25 (-75.8%) and R$27.2 million in 2025 (-43.7%). In 4Q25,
the variation is due to the reduction in Others, as a result of the IPTU provision recorded in 4Q24.
Cash costs of Services and Holding Company totaled R$135.5 million in 4Q25 (+58.4%) and R$416.6 million in 2025 (+19.7%). Adjusted cash costs, excluding services provided to Ecovias Noroeste Paulista, Raposo Castello and the provision for tax liability contingency, totaled R$118.4 million in 4Q25 and R$385.3 million in 2025. In 4Q25, the upswing is mainly due to the variation in Personnel, as a result of the provision for the Phantom Stock Option Plan (non-cash).
Adjusted EBITDA | ||||||
EBITDA (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Net Income - Excluding minority interests | 105.2 | 142.1 | -26.0% | 885.9 | 904.1 | -2.0% |
Net (loss) Income - Minority interests | (5.6) | (3.3) | 70.2% | (19.0) | 9.4 | n.m. |
Net Income | 99.6 | 138.8 | -28.3% | 866.8 | 913.5 | -5.1% |
(+) Net Loss from Discontinued Operations | 0.1 | - | n.m. | 0.6 | - | n.m. |
(+) Depreciation and Amortization | 370.8 | 287.2 | 29.1% | 1,358.3 | 984.8 | 37.9% |
(+) Financial Result | 611.4 | 539.2 | 13.4% | 2,488.5 | 1,802.0 | 38.1% |
(+) Income and Social Contribution Taxes | 327.0 | 187.1 | 74.8% | 925.7 | 806.8 | 14.7% |
(+/-) Impairment of Ecovias Capixaba | - | 41.5 | n.m. | (202.7) | 41.5 | n.m. |
(+) Provision for contingencies | 22.4 | - | n.m. | 30.9 | - | n.m. |
(+) Provision for IPTU at Ecopátio Cubatão | - | 23.3 | n.m. | - | 23.3 | n.m. |
(+) Provision for Maintenance | 17.3 | 25.2 -31.4% | 102.9 | 125.4 -18.0% |
ADJUSTED EBITDA2 | 1,448.7 | 1,242.3 16.6% | 5,571.1 | 4,697.3 18.6% |
ADJUSTED EBITDA MARGIN2 | 74.5% | 73.1% 1.4 p.p. | 75.2% | 72.9% 2.3 p.p. |
EBITDA calculated according to the Resolution CVM 156 of June 23, 2022.
Excluding Construction Revenue and Costs, provision for maintenance, provision/reversal for impairment at Ecovias Capixaba, provisions for contingencies, and the IPTU provision at Ecopátio.
Adjusted EBITDA by Segment | |||||
EBITDA (R$ million) | 4Q25 | Margin | 4Q24 | Margin | Chg. |
Highway Concessions1 | 1,440.0 | 77.4% | 1,218.1 | 75.4% | 18.2% |
Ecoporto Santos | 12.2 | 13.6% | 11.2 | 12.4% | 8.6% |
Services and Holding Company | (7.3) | n.m. | 13.6 | 12.9% | n.m. |
Ecopátio Cubatão | 3.8 | 34.9% | (0.6) | -8.4% | n.m. |
ADJUSTED EBITDA1 | 1,448.7 | 74.5% | 1,242.3 | 73.1% | 16.6% |
ADJUSTED NET REVENUE2 | 1,945.8 | 1,699.7 | 14.5% |
Excluding Construction Revenue and Costs, provision for maintenance, provision/reversal for impairment at Ecovias Capixaba, provisions for contingencies, and the IPTU provision at Ecopátio. 2) Excluding Construction Revenue.
EBITDA (R$ million) | 2025 | Margin | 2024 | Margin | Chg. |
Highway Concessions1 | 5,396.7 | 76.7% | 4,569.0 | 74.8% | 18.1% |
Ecoporto Santos | 79.9 | 21.5% | 60.9 | 18.4% | 31.2% |
Services and Holding Company | 68.3 | 13.2% | 46.9 | 11.2% | 45.5% |
Ecopátio Cubatão | 26.1 | 49.1% | 20.5 | 44.6% | 27.8% |
ADJUSTED EBITDA1 | 5,571.1 | 75.2% | 4,697.3 | 72.9% | 18.6% |
ADJUSTED NET REVENUE2 | 7,406.3 | 6,439.8 | 15.0% |
Excluding Construction Revenue and Costs, provision for maintenance, provision/reversal for impairment at Ecovias Capixaba, provisions for contingencies, and the IPTU provision at Ecopátio. 2) Excluding Construction Revenue.
Consolidated Financial Result
FINANCIAL RESULT (R$ million)
4Q25
4Q24
Chg.
2025
2024
Chg.
Interest on Debentures
(528.3)
(393.9)
34.1%
(1,976.3)
(1,547.9)
27.7%
Monetary Variation on Debentures
(105.3)
(136.9)
-23.1%
(552.2)
(387.5)
42.5%
Interest on Financing
(71.4)
(56.4)
26.6%
(242.6)
(199.0)
21.9%
Financial effects on Concession Fee
(30.8)
(41.2)
-25.3%
(146.2)
(129.8)
12.6%
Exchange and Monetary Variation on Financing
(19.4)
(22.1)
-12.4%
(101.0)
(60.6)
66.7%
Financial Revenues
163.7
114.1
43.4%
529.8
452.3
17.1%
Adjustment to Present Value
(5.4)
(8.0)
-32.5%
(32.8)
(33.6)
-2.4%
Other Financial Effects
0.9
(7.3)
n.m.
77.3
83.1
-7.0%
Inflation adjustment on assets subject to indemnity
2.5
12.6
-80.3%
11.0
21.0
-47.6%
Monetary adjustment on contingencies
(18.0)
-
n.m.
(55.5)
-
n.m.
FINANCIAL RESULT
(611.5)
(539.2)
13.4%
(2,488.5)
(1,802.0)
38.1%
Monetary adjustment on contingencies
18.0
-
n.m.
55.5
-
n.m.
ADJUSTED FINANCIAL RESULT
(593.5)
(539.2)
10.1%
(2,433.0)
(1,802.0)
35.0%
Financial result increased R$72.3 million in 4Q25 (+13.4%) and R$686.4 million in 2025 (+38.1%). Excluding the monetary adjustment on contingencies, financial result increased by R$54.3 million in 4Q25 (+10.1%) and by R$630.9 million in 2025 (+35.0%).
The main variations between the quarters are:
Interest on debentures: increase of R$134.4 million due to the higher CDI.
Monetary adjustment on Debentures: decrease of R$31.6 million due to lower IPCA.
Interest on financing: increase of R$15.0 million due to higher BNDES loan balances.
Financial effects on Concession Fee: decrease of R$10.4 million (non-cash) due to lower IPCA.
Financial Revenues: increase of R$49.5 million mainly due to the higher average cash balance.
Inflation adjustment on assets subject to indemnity: refers to the rebalancing of investments concluded and operational investments in portainers and other assets at Ecoporto.
Monetary adjustment of contingencies: refers to the provisions of Ecoporto and Anish, as described on page 3.
Interest paid totaled R$376.1 million in 4Q25 (-20.4%) and R$2,088.0 million in 2025 (+7.5%), as per the Cash Flow Statement in Exhibit IV on page 26.
Income Tax and Social Contribution
Income tax and social contribution amounted to R$327.0 million in 4Q25 (+74.8%) and R$925.7 million in 2025 (+14,7%). For more information on the effective income tax and social contribution rate, see Note 14.2 of the Financial Statements (12/31/2025).
Taxes paid totaled R$234.7 million in 4Q25 (-11.3%) and R$724.1 million in 2025 (-10.6%), as per the Cash Flow Statement in Exhibit IV, on page 26.
In 4Q25, EcoRodovias Concessões e Serviços and Termares recorded the write-off of R$101.7 million in deferred tax assets related to tax losses and tax loss carryforwards, after a review of impairment studies. The adjustment reflects the expectation that these credits will be realized over a period longer than 10 years. This is an exclusively accounting effect, with no cash impact, and the tax right to use these losses remains valid and with no expiration date.
Net Income (Loss)
NET INCOME (R$ million)
4Q25
4Q24
Chg.
2025
2024
Chg.
Net (Los s) Income
99.6
138.8
-28.3%
866.8
913.5
-5.1%
Net Income - Excluding minority interests
105.2
142.1
-26.0%
885.9
904.1
-2.0%
Net (Loss) Income - Minority interests
(5.6)
(3.3)
70.2%
(19.0)
9.4
n.m.
(+/-) Impairment of Ecovias Capixaba
-
41.5
n.m.
(202.7)
41.5
n.m.
(+) Monetary adjustment on Ecovias Capixaba's liabilities
-
-
n.m.
37.5
-
n.m.
(+) Provisions and monetary adjustment for contingencies
40.4
-
n.m.
48.9
-
n.m.
(+) Write-offs of deferred items from ECS and Termares
101.7
-
n.m.
101.7
-
n.m.
(+) Provision for IPTU at Ecopátio Cubatão
-
26.6
n.m.
-
26.6
n.m.
(+) Discontinued operation1
0.1
-
n.m.
0.6
-
n.m.
RECURRING NET INCOME
241.8
206.9
16.9%
852.9
981.5
-13.1%
1) Contractual obligations set out in the Elog purchase and sale agreement.
Recurring Net Income (R$ million)
241.8
206.9
116.4
(139.9)
(72.3)
(83.6)
206.4
7.9
4Q24 Recurring Net Δ Adjusted EBITDA¹ Income | Δ Depreciation and Amortization | Δ Provision for Maintenance | Δ Financial Result | Δ Income Tax/ Social Contribution | Δ Other effects² | 4Q25 Recurring Net Income |
1) Excluding Revenue and Construction Costs, Provision for Maintenance, impairment loss/reversal of impairment of Ecovias Capixaba, provisions for contingencies, and Ecopátio's IPTU provision. 2) Excluding impairment loss/reversal of impairment of Ecovias Capixaba and monetary adjustment, provisions and monetary adjustment for contingencies and write-off of deferred amounts from EcoRodovias Concessões e Serviços and Termares. Recurring net income totaled R$241.8 million in 4Q25 (+16.9%) mainly due to the growth in adjusted EBITDA. | ||||||
(373.5) 22.5 873.7 (686.4) 153.9 (118.9) 981.5 852.9 | ||||||
2024 Recurring Net Δ Adjusted EBITDA¹ | Δ Depreciation | Δ Provision for | Δ Financial | Δ Income Tax/ | Δ Other effects² | 2025 Recurring Net |
Income | and Amortization | Maintenance | Result | Social Contribution | Income | |
1) Excluding Revenue and Construction Costs, Provision for Maintenance, impairment loss/reversal of impairment of Ecovias Capixaba, provisions for contingencies, and Ecopátio's IPTU provision. 2) Excluding impairment loss/reversal of impairment of Ecovias Capixaba and monetary adjustment, provisions and monetary adjustment for contingencies and write-off of deferred amounts from EcoRodovias Concessões e Serviços and Termares. | ||||||
In 2025, recurring net income totaled R$852.9 million.
Debt, Cash and Cash Equivalents
In December 2025, gross debt reached R$26,363.6 million, an increase of 6.2% compared to September 2025, mainly due to the 7th issue of debenture by EcoRodovias Infraestrutura e Logística, in the amount of R$1,250.0 million, in October 2025, at a cost of CDI+1.35% and maturing in October 2032, for the purpose of debt payment and a capital contribution of R$790 million to EcoRodovias Concessões e Serviços in November 2025.
The balance of cash, cash equivalents and short- and long-term financial investments totaled R$4,999.2 million in December 2025, up 15.5% from September 2025 (R$4,328.7 million). The cash balance is 2.8x short-term debt and 1.3x debt between 2026 and 2028.
Financial leverage, measured by the ratio of net debt to adjusted EBITDA, ended December 2025 at 3.8x, stable in relation to September 2025 (3.8x). Normalized leverage (pro forma), considering Ecovias Raposo Castello's annualized adjusted EBITDA, would reach 3.7x in 4Q25.
Leverage at EcoRodovias Concessões e Serviços, measured by the ratio of net debt to adjusted EBITDA, ended December 2025 at 3.7x, down 0.1x from September 2025 (3.8x).
DEBT (R$ million) | 12/31/2025 | 09/30/2025 | Chg. |
Short-term | 1,769.1 | 1,766.4 | 0.2% |
Long-term | 24,594.6 | 23,048.7 | 6.7% |
Total Gross Debt1 | 26,363.6 | 24,815.0 | 6.2% |
(-) Cash and Cash Equivalents | 4,999.2 | 4,328.7 | 15.5% |
Net Debt | 21,364.4 | 20,486.4 | 4.3% |
NET DEBT/Adjus ted EBITDA2LTM3 | 3.8x | 3.8x | 0.0x |
Does not consider obligations with Concession Authority and Leases Payable.
Excluding Construction Revenue and Costs, provision for maintenance, provision/reversal for impairment at Ecovias Capixaba, provisions for contingencies, and the IPTU provision at Ecopátio. 3) LTM = Last 12 Months.
Gross debt amortization schedule on December 31, 2025 (R$ million):
In 2026, maturities total R$1,769.1 million as follows: R$886.5 million in 1H26 and R$882.5 million in 2H26. In 1H26, maturities are distributed among the highway concessions: R$549.3 million; and among the holding/subholding companies: R$337.5 million and in 2H26: R$848.2 million among the highway concessions, of which R$701.0 million in Ecovias Capixaba; and R$34.4 million among the holding/subholding companies. In December 2025, the average debt maturity was 7.9 years.Pro forma gross debt amortization schedule (R$ million):
Considers the disbursements of the 2nd series, the 4th issue of debentures, and subcredit V - FINEM BNDES of Ecovias Rio Minas in January 2026.
8,417
4,999
1,325
5
2,242
3,892
3,505
1,549
4
1,023
5
887 883
898
1,018
1,545
3
2,239
2,340
600
7,833
584
5,599
3,510
Cash 1H26 2H26 2027 2028 2029 2030 2031 2032 2033 2034 2035 to
2051
2nd Series of the 4th Issuance of Ecovias Rio Minas Debentures + Subcredit V - FINEM (BNDES)Gross Debt - 12/31/2025 by index (R$ million and %) | Gross Debt - 12/31/2025 by instrument (R$ million and %) |
1,178 4% 6,517 25% 18,668 75% 71% IPCA/TLP CDI/Fixed-rate TJLP | 1,156 2,729 5% 10% 22,479 85% Debentures FINEM BNDES Other |
Financing, to be disbursed in accordance with the capex plan - On 12/31/2025 (R$ million)
Financing contracted by concession (R$ million) | Contract Amount | Disbursed Amount | Amount to be disbursed |
Ecovias Norte Minas - BNDES | 996.4 | 946.5 | 49.8 |
Ecovias Minas Goiás - BNDES | 432.7 | 418.0 | 14.7 |
Ecovias Minas Goiás - FINISA | 350.0 | 326.4 | 23.6 |
Ecovias Minas Goiás - FDCO | 200.0 | 186.5 | 13.5 |
Ecovias Minas Goiás - BNDES (debentures) | 550.0 | 450.0 | 100.0 |
Ecovias Araguaia - BNDES | 3,160.0 | 870.0 | 2,290.0 |
Ecovias Araguaia - Banco da Amazônia | 461.0 | 315.1 | 145.8 |
Ecovias Rio Minas - BNDES (Finem) | 663.4 | - | 663.4 |
Ecovias Rio Minas - BNDES (debentures) | 7,320.6 | 1,350.0 | 5,970.6 |
Ecovias Rio Minas - Banco do Nordeste | 500.0 | 350.0 | 150.0 |
Ecovias Noroeste Paulista - BNDES (Finem) | 178.3 | - | 178.3 |
Ecovias Noroeste Paulista - BNDES (debentures) | 3,955.0 | 2,350.0 | 1,605.0 |
Total | 18,767.3 | 7,562.5 | 11,204.8 |
Liability management (Net debt allocation)
From 2023, EcoRodovias optimized its capital structure, increasing the share of debt of highway concessions. In 4Q25, net debt of highway concessions reached 71% of the consolidated net debt (+30 p.p. vs. December 2022), while net debt of holding companies was 29%.
41%
35%
9%
15%
18%
6%
12%
10% 7%
3% 25% 4% 18% 64%
71%
+30 p.p.
62%vs. Dec, 2022
December 2022 December 2023 December 2024 December 2025
Highway concessions EcoRodovias Concessões e ServiçosEcoRodovias Infraestrutura e Logística and Ecoporto Holding do Araguaia
Consolidated Capex by Segment:
4Q25 2025 CAPEX1 Maintenance Intangible Maintenance (R$ million) Intangible assets / Costs/Prov. for Total assets / Costs/Prov. for Total PP&E Cons. Works PP&E Cons. Works | ||||||
Highway Concessions | 1,613.1 | 37.9 | 1,651.0 | 4,823.3 | 187.5 | 5,010.8 |
Ecovias Imigrantes | 114.2 | 2.2 | 116.4 | 362.7 | 11.9 | 374.6 |
Ecovias Leste Paulista | 29.5 | 2.3 | 31.7 | 155.3 | 10.3 | 165.6 |
Ecovias Sul | 18.2 | 17.8 | 36.0 | 54.9 | 58.1 | 113.0 |
Ecovias Capixaba | 123.8 | 0.0 | 123.8 | 291.7 | 38.4 | 330.1 |
Ecovias Ponte | 11.4 | 0.3 | 11.7 | 49.8 | 3.0 | 52.7 |
Ecovias Norte Minas | 153.2 | 3.4 | 156.5 | 554.9 | 14.7 | 569.7 |
Ecovias Minas Goiás | 80.6 | 4.6 | 85.1 | 231.1 | 31.8 | 262.9 |
Ecovias Cerrado | 52.1 | 7.4 | 59.4 | 259.6 | 19.3 | 278.8 |
Ecovias Araguaia | 167.1 | - | 167.1 | 377.9 | - | 377.9 |
Ecovias Rio Minas | 574.4 | - | 574.4 | 1,532.6 | - | 1,532.6 |
Ecovias Noroeste Paulista | 240.1 | - | 240.1 | 791.3 | - | 791.3 |
Ecovias Raposo Castello | 48.6 | - | 48.6 | 161.5 | - | 161.5 |
Ecoporto Santos and Ecopátio Cubatão | 10.2 | - | 10.2 | 27.0 | - | 27.0 |
Other2 | 30.7 | - | 30.7 | 95.5 | - | 95.5 |
Eliminations | (12.0) | - | (12.0) | (43.9) | - | (43.9) |
CAPEX | 1,642.0 | 37.9 | 1,679.9 | 4,901.9 | 187.5 | 5,089.4 |
Concession fee - Ecovias Raposo Castello | - | - | - | 2,268.2 | - | 2,268.2 |
Total | 1,642.0 | 37.9 | 1,679.9 | 7,170.1 | 187.5 | 7,357.6 |
Including contractual investments, non-contractual investments (claims and improvements) and capitalization of financial charges
Including Services and Holding.
Additionally, the Company highlights the following capacity expansion and improvement project deliveries for its highway concessions in 4Q25: Ecovias Minas Goiás completed 5 km of road widening and 4 km of frontage roads in the urban area of Catalão/GO; Ecovias Capixaba delivered a new 5 km duplicated lanes on the BR-101 highway in the city of Serra/ES; and Ecovias Norte Minas additional lanes in the urban perimeter of Bocaiuva/MG.
Contractual capex to be incurred in highway concessions (R$ million)
Note: Excluding capitalized interest and other non-contractual investments.
In 4Q25, contractual capex to be incurred totaled R$50,868.5 million, up 15.6% from the previous quarter due to the addition of Ecovias Castello Raposo's capex.Reconciliation of capex for Ecovias Raposo Castello (R$ million)
The contractual capex of Ecovias Raposo Castello, to be incurred on December 31, 2025, totaled R$7.8 billion, initially estimated at R$7.3 billion (base date: March/24), adjusted by the IPCA: between April/24 and December/25 and deducting the capex incurred in 2025: R$131 million.
Works underway:
Expansion and improvement projects on Presidente Dutra highway
Road widening works and improvements on the Magé-Manilha section
Road widening works and improvements in Alvorada/TO
Implementation of third lanes on the Washington Luís highway in São José do Rio Preto/SP
Delivery of road widening works in the Bocaiuva/MG mountain range section
Completion of road widening works in Catalão/GO
Road widening works in Serra (ES)
Sustainability
Environmental | Climate Strategy ICO2 - Carbon Efficient Index
In January 2025, EcoRodovias shares were selected to be part of B3's Carbon Efficient Index (ICO2) portfolio for the sixth consecutive year. ICO2 brings together companies that stand out for the quality of their greenhouse gas (GHG) emissions management and demonstrate greater efficiency in the ratio between their emissions and gross revenue, contributing to the transition toward a low-carbon economy. Guided by the ESG 2030 Agenda, the Company continues to invest in responsible practices, such as the installation of solar plants, the use of ethanol in light vehicles, the availability of charging stations for electric vehicles along highways, and the acquisition of carbon credits. Currently, there are 48 solar plants and 116 electric chargers in operation.
Carbon Disclosure Project (CDP)
EcoRodovias responded to the Carbon Disclosure Project (CDP) questionnaire, a global benchmark for evaluating transparency and corporate management of climate change, and raised its score to A- (leadership level). This rating places the Company among organizations with advanced climate management practices, reflecting its progress in governance, emissions management, and decarbonization strategy.
Social | Communities Investments in social projects
In 2025, EcoRodovias invested R$24.3 million in incentivized social responsibility projects and private social projects related to culture, senior well-being, better living conditions for children and adolescents, and support for sports, with highlights including Ecoviver, De Bem com a Via, and Papai Noel Existe.
Governance | Sustainable purchases:
Reconhece Award - 4th edition
In November 2025, the 4th edition of the Reconhece Award was held; it is a program developed to strengthen relationships with suppliers, highlight best practices and innovations, and promote the sharing of knowledge and successful experiences among participants in EcoRodovias' supply chain. In all, 15 companies were awarded in this edition. The award incorporates evaluation criteria directly connected to the ESG 2030 Agenda, with emphasis on the inclusion of two new categories in 2025: ESG and Safety. With this, the Company recognized suppliers who excelled in sustainable practices, safety, operational performance, and compliance with regulatory and social and environmental requirements.
Awards:
National Ground Transportation Agency (ANTT) Award - Highlights 2025
In December 2025, EcoRodovias' concessionaires were recognized at the ANTT Highlights Award 2025. Ecovias do Cerrado won the Energy Efficiency category with the project "Bioelectroactivity as a Sustainable Solution for Signaling," which uses bioelectrogenic microorganisms to generate the energy that powers self-sufficient road signaling prototypes. Ecovias Minas Goiás ranked third in the Regulatory Excellence - Highways category, and Ecovias Sul received an honorable mention for the project "Path of Care - Attention to People Until the End," aimed at providing emotional support to employees at the end of the concession contract.
HIGHWAY CONCESSIONS
Segment consisting of 12 highway concessionaires: Ecovias Imigrantes, Ecovias Leste Paulista, Ecovias Sul, Ecovias Capixaba, Ecovias Ponte, Ecovias Norte Minas, Ecovias Minas Goiás, Ecovias Cerrado, Ecovias Rio Minas, Ecovias Araguaia, Ecovias Noroeste Paulista and Ecovias Raposo Castello.
Operating Performance - Traffic
TRAFFIC VOLUME (equivalent paying vehicles, thousand) Heavy | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Ecovias Imigrantes | 8,723 | 7,990 | 9.2% | 35,795 | 33,647 | 6.4% |
Ecovias Leste Paulista | 10,202 | 10,463 | -2.5% | 40,968 | 38,114 | 7.5% |
Ecovias Sul | 5,312 | 5,981 | -11.2% | 21,138 | 21,851 | -3.3% |
Ecovias Capixaba | 12,252 | 11,592 | 5.7% | 46,463 | 44,566 | 4.3% |
Ecovias Ponte | 1,176 | 1,099 | 7.0% | 4,494 | 4,350 | 3.3% |
Ecovias Norte Minas | 10,293 | 8,908 | 15.5% | 38,523 | 33,966 | 13.4% |
Ecovias Minas Goiás | 12,010 | 10,796 | 11.2% | 47,817 | 43,998 | 8.7% |
Ecovias Cerrado | 7,269 | 7,108 | 2.3% | 30,020 | 29,139 | 3.0% |
Ecovias Rio Minas | 13,467 | 13,031 | 3.4% | 51,821 | 49,772 | 4.1% |
Ecovias Araguaia | 10,723 | 11,148 | -3.8% | 42,710 | 43,041 | -0.8% |
Comparable1 | 91,426 | 88,116 | 3.8% | 359,749 | 342,446 | 5.1% |
Ecovias Noroeste Paulista2 | 12,906 | 10,167 | 26.9% | 49,377 | 40,477 | 22.0% |
Ecovias Raposo Castello3 | 12,353 | - | n.m. | 37,766 | - | n.m. |
Total | 116,684 | 98,283 | 18.7% | 446,891 | 382,923 | 16.7% |
Light | ||||||
Ecovias Imigrantes | 10,225 | 9,784 | 4.5% | 37,035 | 36,756 | 0.8% |
Ecovias Leste Paulista | 18,434 | 18,160 | 1.5% | 69,892 | 68,553 | 2.0% |
Ecovias Sul | 1,967 | 1,913 | 2.9% | 7,639 | 7,103 | 7.5% |
Ecovias Capixaba | 5,329 | 4,970 | 7.2% | 20,463 | 19,118 | 7.0% |
Ecovias Ponte | 6,533 | 6,311 | 3.5% | 25,072 | 24,524 | 2.2% |
Ecovias Norte Minas | 2,214 | 2,099 | 5.5% | 8,285 | 8,050 | 2.9% |
Ecovias Minas Goiás | 4,260 | 4,104 | 3.8% | 16,109 | 15,763 | 2.2% |
Ecovias Cerrado | 2,256 | 2,213 | 1.9% | 8,651 | 8,504 | 1.7% |
Ecovias Rio Minas | 6,737 | 6,845 | -1.6% | 26,532 | 26,399 | 0.5% |
Ecovias Araguaia | 2,485 | 2,483 | 0.0% | 9,656 | 9,664 | -0.1% |
Comparable1 | 60,440 | 58,882 | 2.6% | 229,333 | 224,434 | 2.2% |
Ecovias Noroeste Paulista2 | 6,265 | 4,930 | 27.1% | 23,332 | 18,942 | 23.2% |
Ecovias Raposo Castello3 | 21,722 | - | n.m. | 64,607 | - | n.m. |
Total | 88,428 | 63,812 | 38.6% | 317,272 | 243,376 | 30.4% |
Heavy + Light | ||||||
Ecovias Imigrantes | 18,948 | 17,774 | 6.6% | 72,830 | 70,403 | 3.4% |
Ecovias Leste Paulista | 28,636 | 28,623 | 0.0% | 110,860 | 106,667 | 3.9% |
Ecovias Sul | 7,279 | 7,894 | -7.8% | 28,777 | 28,954 | -0.6% |
Ecovias Capixaba | 17,580 | 16,562 | 6.1% | 66,925 | 63,684 | 5.1% |
Ecovias Ponte | 7,709 | 7,410 | 4.0% | 29,566 | 28,874 | 2.4% |
Ecovias Norte Minas | 12,507 | 11,007 | 13.6% | 46,808 | 42,016 | 11.4% |
Ecovias Minas Goiás | 16,270 | 14,900 | 9.2% | 63,926 | 59,761 | 7.0% |
Ecovias Cerrado | 9,524 | 9,321 | 2.2% | 38,671 | 37,643 | 2.7% |
Ecovias Rio Minas | 20,204 | 19,876 | 1.7% | 78,354 | 76,172 | 2.9% |
Ecovias Araguaia | 13,208 | 13,631 | -3.1% | 52,366 | 52,705 | -0.6% |
Comparable1 | 151,866 | 146,998 | 3.3% | 589,082 | 566,880 | 3.9% |
Ecovias Noroeste Paulista2 | 19,171 | 15,097 | 27.0% | 72,708 | 59,419 | 22.4% |
Ecovias Raposo Castello3 | 34,075 | - | n.m. | 102,372 | - | n.m. |
Total | 205,112 | 162,095 | 26.5% | 764,163 | 626,299 | 22.0% |
Note: Equivalent paying vehicle is a basic unit of reference in toll collection statistics on the brazilian market. Light vehicles, such as automobiles, correspond to an equivalent vehicle unit. Heavy vehicles such as trucks and buses are converted to equivalent vehicles by a multiplier applied to the number of axles per vehicle, as established in the terms of each concession agreement.
1) Excluding toll collection by Ecovias Noroeste Paulista and Ecovias Raposo Castello. 2) Considering the start of toll collection at seven toll plazas on 5/1/2023 and three toll plazas on
3/4/2025. 3) Considering the start of toll collection at three toll plazas on 3/30/2025.
Consolidated traffic increased by 26.5% in 4Q25 and 22.0% in 2025, mainly due to the start of toll collection by Ecovias Noroeste Paulista in three toll plazas, as of March 4, 2025, and partially by Ecovias Raposo Castello as of March 30, 2025. Comparable traffic increased 3.3% in 4Q25 and 3.9% in 2025, excluding the start of toll collection by Ecovias Noroeste Paulista and Ecovias Raposo Castello.Consolidated monthly traffic in 4Q25 increased 26.9% in October, 26.2% in November and 26.4% in December, while comparable traffic grew by 3.4% in October, 3.0% in November and 3.5% in December.
The main reasons for the variations between the quarters are:
Heavy Vehicles: Consolidated traffic grew 18.7% in 4Q25, while comparable traffic increased 3.8%. In 4Q25, the traffic growth on Ecovias Imigrantes, Ecovias Minas Goiás and Ecovias Cerrado is due to the increase in soybean exports; on Ecovias Capixaba: pulp cycle in the region; on Ecovias Ponte: higher traffic of commercial vehicles; on Ecovias Norte Minas: increase in vehicles due to the expansion of highway capacity through newly widened roads and traffic restriction on an alternative highway; and on Ecovias Rio Minas: increase in vehicles as a result of initial works (improvements in pavement and signage). On Ecovias Leste Paulista the decrease is attributed to the completion of expansion and improvement works on the alternative highway between São Paulo and Rio de Janeiro; on Ecovias Sul: to the poor harvest in Rio Grande do Sul; and on Ecovias Araguaia: to the decline in industrial output in the Northern region.Light Vehicles: Consolidated traffic increased 38.6% in 4Q25 and comparable traffic, 2.6%. In 4Q25, the growth in comparable traffic is mainly due to favorable weather conditions on weekends and holidays, except for Ecovias Rio Minas, due to a reduction in commuter vehicle traffic.
Average Tariff
AVERAGE TARIFF (R$ / equivalent paying vehicle) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Ecovias Imigrantes | 24.54 | 23.02 | 6.6% | 23.78 | 22.82 | 4.2% |
Ecovias Leste Paulista | 5.54 | 5.24 | 5.7% | 5.39 | 5.15 | 4.8% |
Ecovias Sul | 20.64 | 20.74 | -0.5% | 20.62 | 20.70 | -0.4% |
Ecovias Capixaba | 3.58 | 3.81 | -6.0% | 3.73 | 3.81 | -2.2% |
Ecovias Ponte | 6.20 | 6.20 | 0.0% | 6.20 | 6.20 | 0.0% |
Ecovias Norte Minas | 10.20 | 9.60 | 6.2% | 10.06 | 9.51 | 5.8% |
Ecovias Minas Goiás | 7.02 | 6.62 | 6.1% | 6.85 | 6.65 | 3.0% |
Ecovias Cerrado | 5.90 | 5.80 | 1.8% | 5.90 | 5.72 | 3.1% |
Ecovias Rio Minas | 13.77 | 13.45 | 2.4% | 13.73 | 13.40 | 2.5% |
Ecovias Araguaia | 11.13 | 11.02 | 1.0% | 11.07 | 10.75 | 3.0% |
Comparable1 | 10.59 | 10.26 | 3.2% | 10.44 | 10.19 | 2.4% |
Ecovias Noroeste Paulista | 12.72 | 12.81 | -0.7% | 12.55 | 12.63 | -0.7% |
Ecovias Raposo Castello | 4.50 | - | n.m. | 4.49 | - | n.m. |
CONSOLIDATED AVERAGE TARIFF | 9.77 | 10.49 | -6.9% | 9.84 | 10.42 | -5.6% |
The calculation of the consolidated average tariff is carried out using the weighted average of the average tariffs of each concessionaire without considering the collection surpluses
1) Excluding Ecovias Noroeste Paulista and Ecovias Raposo Castello.
Consolidated average tariff declined 6.9% in 4Q25 and 5.6% in 2025, driven by the start of toll collection by Ecovias Noroeste Paulista on the segment previously managed by TEBE and by Ecovias Raposo Castello, whose tariffs are lower than the average of other highway concessions. Additionally, the reduction at Ecovias Capixaba is due to the optimization of the concession contract, as a result of allocating 2% of gross revenue to the concession accounts for potential economic-financial rebalancing, as well as tariff discounts to users, including the DBT (basic discount of tag) and the DUF (discount for frequent users). Comparable average tariff increased 3.2% in 4Q25 and 2.4% in 2025, excluding the start of toll collection by Ecovias Noroeste Paulista and Raposo Castello.
In October 2025, Ecovias Araguaia raised its toll tariffs by 1.65%, due to the IPCA variation and application of Factors C and D.
In July 2025, Ecovias Imigrantes raised its toll tariffs by 5.32% based on the IPCA variation, also adding R$0.10 to the tariffs per toll plaza, which was authorized by the Investment Partnership Office (SPI), aiming to mitigate economic-financial imbalances.
In July 2025, Ecovias Leste Paulista raised its toll tariffs by 5.32% based on the IPCA variation.
In July 2025, Ecovias Minas Goiás raised its toll tariffs by 5.63%, mainly based on the IPCA variation. In May 2025, Ecovias Noroeste Paulista raised its toll tariffs by 5.48% based on the IPCA variation. In April 2025, Ecovias Norte Minas raised its toll tariffs by 6.25% mainly due to the IPCA variation.
In March 2025, Ecovias Rio Minas raised its toll tariffs by 3.3% based on the IPCA variation and application of Factors D and C.
In March 2025, Ecovias Sul's toll tariff increase by 13.69% was approved, mainly based on the variation in the tariff adjustment indices. Due to the termination of the concession contract on March 4, 2026, the adjustment was not applied, however, ANTT should consolidate the contractual balance as part of the process of determining assets and liabilities.
In November 2024, Ecovias Cerrado raised its toll tariffs by 3.51%, based on the IPCA variation and application of Factors A, D and C.
In October 2024, Ecovias Araguaia raised its toll tariffs by 3.98%, due to the IPCA variation and application of Factors C and D.
Toll tariff adjustments in 1Q26
In March 2026, Ecovias Ponte raised its toll tariffs by 6.45%, due to the IPCA variation and application of Factors C and D.
In February 2026, Ecovias Capixaba raised its toll tariffs by 47.89% reflecting the IPCA variation from November 2022 to December 2025 (15.06%) and the tariff increase of 28.53%, as defined in the contractual amendment, due to the completion of works and services within the scheduled timeframe.
Gross Revenue
GROSS REVENUE (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Highway Concessions | ||||||
Toll Revenue | 2,002.2 | 1,717.9 | 16.5% | 7,563.0 | 6,547.2 | 15.5% |
Ecovias Imigrantes | 464.8 | 409.3 | 13.6% | 1,731.7 | 1,606.9 | 7.8% |
Ecovias Leste Paulista | 158.5 | 150.3 | 5.5% | 597.9 | 549.5 | 8.8% |
Ecovias Sul | 149.0 | 163.8 | -9.0% | 652.3 | 599.8 | 8.7% |
Ecovias Capixaba | 62.9 | 63.1 | -0.4% | 249.9 | 243.0 | 2.9% |
Ecovias Ponte | 47.9 | 46.1 | 3.9% | 183.8 | 179.4 | 2.3% |
Ecovias Norte Minas | 127.6 | 105.7 | 20.7% | 471.1 | 399.6 | 17.9% |
Ecovias Minas Goiás | 114.3 | 107.3 | 6.6% | 429.5 | 406.2 | 5.7% |
Ecovias Cerrado | 56.2 | 54.1 | 3.9% | 228.3 | 215.6 | 5.9% |
Ecovias Rio Minas | 277.2 | 270.0 | 2.7% | 1,066.8 | 1,024.2 | 4.2% |
Ecovias Araguaia | 146.8 | 154.8 | -5.2% | 580.0 | 571.3 | 1.5% |
Ecovias Noroeste Paulista | 243.6 | 193.5 | 25.9% | 912.5 | 751.7 | 21.4% |
Ecovias Raposo Castello | 153.4 | - | n.m. | 459.3 | - | n.m. |
Ancillary Revenue | 32.9 | 46.6 | -29.4% | 129.5 | 138.6 | -6.6% |
Construction Revenue | 1,437.7 | 1,097.0 | 31.1% | 4,114.8 | 3,432.6 | 19.9% |
GROSS REVENUE | 3,472.8 | 2,861.5 | 21.4% | 11,807.3 | 10,118.4 | 16.7% |
ADJUSTED GROSS REVENUE1 | 2,035.1 | 1,764.5 | 15.3% | 7,692.5 | 6,685.8 | 15.1% |
Excluding Construction Revenue.
Toll Revenue: R$2,002.2 million in 4Q25 (+16.5%) and R$7,563.0 million in 2025 (+15.5%), due to the growth in vehicle traffic, toll tariff adjustments and start of toll collection by Ecovias Noroeste Paulista in three toll plazas, and partially by Ecovias Raposo Castello. Comparable gross revenue, excluding the start of toll collection by Ecovias Noroeste Paulista and Ecovias Raposo Castello, increased 5.3% in 4Q25 and 6.8% in 2025, due to the growth in vehicle traffic and toll tariff adjustments.
In 4Q25, electronic toll collection through Automatic Vehicle Identification (AVI) accounted for 81.2% of total toll revenue (73.2% in 4Q24), while self-service and digital means (debit/credit cards and digital wallets) accounted for 11.8% (11.6% in 4Q24), cash payments, 6.9% (10.4% in 4Q24) and toll payment vouchers/others, 0.1% (4.7% in 4Q24). In 2025, electronic toll collection totaled 80.8% (72.1% in 2024), while self-service anddigital means accounted for 11.2% (10.7% in 2024), cash payments, 7.9% (11.8% in 2024) and toll payment
vouchers/others, 0.1% (5.4% in 2024).
Ancillary Revenue: R$32.9 million in 4Q25 and R$129.5 million in 2025. In 4Q25, the variation is due to the reduction in fiber optic contracts.
Construction Revenue: Increase due to the higher volume of construction projects.
Operating Costs and Administrative Expenses
OPERATING COSTS AND ADMINISTRATIVE EXPENSES (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Highway Concessions | ||||||
Personnel | 108.2 | 88.1 | 22.8% | 391.1 | 331.0 | 18.1% |
Conservation and Maintenance | 47.4 | 69.5 | -31.7% | 219.0 | 266.4 | -17.8% |
Third-Party Services | 186.4 | 159.1 | 17.1% | 714.1 | 639.5 | 11.7% |
Insurance, Concession Fees and Leasing | 41.5 | 37.1 | 11.9% | 161.7 | 146.4 | 10.4% |
Other | 38.3 | 43.5 | -12.0% | 165.9 | 158.0 | 5.0% |
CASH COSTS | 421.8 | 397.2 | 6.2% | 1,651.8 | 1,541.4 | 7.2% |
Construction Costs | 1,437.7 | 1,097.0 | 31.1% | 4,114.8 | 3,432.6 | 19.9% |
Provision for Maintenance | 17.3 | 25.2 | -31.4% | 102.9 | 125.4 | -18.0% |
Depreciation and Amortization | 342.1 | 262.2 | 30.5% | 1,265.2 | 902.5 | 40.2% |
OPERATING COSTS AND ADMINISTRATIVE EXPENSES | 2,218.9 | 1,781.6 | 24.5% | 7,134.6 | 6,001.9 | 18.9% |
Excluding costs and expenses from Ecocataratas, Ecovia Caminho do Mar, Ecovias Noroeste Paulista, Ecovias Raposo Castello and provision for contingencies (non-cash): R$8.5 million in 2025.
Operating costs and administrative expenses totaled R$2,218.9 million in 4Q25 (+24.5%) and R$7,134.6 million in 2025 (+18.9%), mainly due to the start of toll collection by Ecovias Noroeste Paulista in three toll plazas, and partially by Ecovias Raposo Castello. Excluding construction costs, provision for maintenance, depreciation and amortization, cash costs came to R$421.8 million in 4Q25 (+6.2%) and R$1,651.8 million in 2025 (+7.2%).
Adjusted cash costs , excluding the start of toll collection by Ecovias Noroeste Paulista and Ecovias Raposo Castello, totaled R$365.8 million in 4Q25 (+2.4%) and R$1,441.7 million in 2025 (+2.7%), below inflation (IPCA: +4.26% in 2025). In 4Q25, the increase is mainly due to Third-Party Services, as a result of the provision of operational support and user services, reflecting the increased vehicle traffic and intercompany services provided by ECS.Below are the main variations in 4Q25:
Personnel: increase of R$20.1 million. Excluding Ecovias Noroeste Paulista and Raposo Castello, expenses increased by R$11.3 million (+14.0%), mainly due to the adjustment of the Phantom Stock Options Plan (non-cash) and provisions at Ecovias Sul related to the upcoming termination of the concession contract.
Conservation and Maintenance: decrease of R$22.0 million. Excluding Ecovias Noroeste Paulista and Raposo Castello, expenses decreased by R$18.9 million (-31.5%), due to the service schedule on highways, as a result of higher rainfall volume during the period.
Third-Party Services: increase of R$27.3 million. Excluding Ecovias Noroeste Paulista and Raposo Castello, expenses increased by R$17.8 million (+12.4%), mainly due to the intercompany services provided by ECS.
Insurance, Concession Fees and Leasing: increase of R$4.4 million. Excluding Ecovias Noroeste Paulista and Raposo Castello, expenses increased by R$7.3 million (+21.1%), mainly due to the increase in variable concession fees at Ecovias Imigrantes and Ecovias Leste Paulista, as a result of the growth in toll revenue and the change in the variable concession fee for Ecovias Leste Paulista from 1.5% to 3.0% of toll and ancillary revenues, in accordance with TAM No. 03/2025, effective as of September/25.
Others: reduction of R$5.2 million. Excluding Ecovias Noroeste Paulista and Raposo Castello, expenses decreased R$9.0 million (-24.0%), due to the lower provisions for civil contingencies.
Construction Costs: increase due to the rise in the volume of construction projects.
Provision for Maintenance: reduction due to the maintenance work schedule.
Depreciation and Amortization: increase due to additions to the asset base.
Adjusted EBITDA
ADJUSTED EBITDA (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Highway Concessions | ||||||
Net Income (before minority interest) | 513.0 | 360.0 | 42.5% | 1,886.1 | 1,593.3 | 18.4% |
Depreciation and Amortization | 342.1 | 262.2 | 30.5% | 1,265.2 | 902.5 | 40.2% |
Financial Result | 346.4 | 336.6 | 2.9% | 1,540.6 | 1,111.7 | 38.6% |
Income and Social Contribution Taxes | 221.3 | 192.5 | 15.0% | 796.1 | 794.6 | 0.2% |
Construction Revenue | (1,437.7) | (1,097.0) | 31.1% | (4,114.8) | (3,432.6) | 19.9% |
Construction Costs | 1,437.7 | 1,097.0 | 31.1% | 4,114.8 | 3,432.6 | 19.9% |
Provision for Maintenance | 17.3 | 25.2 | -31.4% | 102.9 | 125.4 | -18.0% |
(+/-) Impairment of Ecovias Capixaba | - | 41.5 | n.m. | (202.7) | 41.5 | n.m. |
(+) Provision for Contingencies | - | - | n.m. | 8.5 | - | n.m. |
ADJUSTED EBITDA1 | 1,440.0 | 1,218.1 | 18.2% | 5,396.7 | 4,569.0 | 18.1% |
ADJUSTED NET REVENUE2 | 1,859.5 | 1,614.5 | 15.2% | 7,036.1 | 6,109.5 | 15.2% |
ADJUSTED EBITDA MARGIN1 | 77.4% | 75.4% | 2.0 p.p. | 76.7% | 74.8% | 1.9 p.p. |
Excluding Construction Revenue and Costs, provision for maintenance, provision/reversal for impairment at Ecovias Capixaba, and provision for contingency.
Excluding Construction Revenue.
ADJUSTED EBITDA (R$ million) | 4Q25 | Margin | 4Q24 | Margin | Chg. |
Highway Concessions | |||||
Ecovias Imigrantes | 352.5 | 80.0% | 309.8 | 79.7% | 13.8% |
Ecovias Leste Paulista | 122.1 | 81.8% | 104.4 | 73.9% | 16.9% |
Ecovias Sul | 107.3 | 77.8% | 126.4 | 83.5% | -15.1% |
Ecovias Capixaba | 35.1 | 59.5% | 27.2 | 46.1% | 28.9% |
Ecovias Ponte | 32.6 | 70.4% | 28.5 | 64.6% | 14.1% |
Ecovias Norte Minas | 94.4 | 82.5% | 79.1 | 81.6% | 19.3% |
Ecovias Minas Goiás | 72.8 | 69.5% | 68.1 | 69.3% | 6.9% |
Ecovias Cerrado | 27.0 | 52.3% | 34.4 | 69.3% | -21.6% |
Ecovias Rio Minas | 189.3 | 74.3% | 185.1 | 74.2% | 2.3% |
Ecovias Araguaia | 97.7 | 72.0% | 101.4 | 71.4% | -3.6% |
Ecovias Noroeste Paulista | 188.9 | 83.9% | 154.1 | 79.6% | 22.6% |
Ecovias Raposo Castello | 120.6 | 86.0% | - | n.m. | n.m. |
Other1 | (0.1) | n.m. | (0.5) | n.m. | n.m. |
ADJUSTED EBITDA2 | 1,440.0 | 77.4% | 1,218.1 | 75.4% | 18.2% |
ADJUSTED NET REVENUE3 | 1,859.5 | 1,614.5 | 15.2% |
Considering Ecovia Caminho do Mar (concession agreement ended on 11/28/21) and Ecocataratas (concession agreement ended on 11/27/21).
Excluding Construction Revenue and Costs, provision for maintenance, provision/reversal for impairment at Ecovias Capixaba, and provision for contingency.
Excluding Construction Revenue.
ADJUSTED EBITDA (R$ million) | 2025 | Margin | 2024 | Margin | Chg. |
Highway Concessions | |||||
Ecovias Imigrantes | 1,305.5 | 79.3% | 1,217.5 | 79.5% | 7.2% |
Ecovias Leste Paulista | 426.3 | 75.4% | 376.5 | 72.7% | 13.2% |
Ecovias Sul | 490.0 | 81.4% | 457.8 | 82.7% | 7.0% |
Ecovias Capixaba | 115.5 | 49.2% | 101.0 | 44.3% | 14.4% |
Ecovias Ponte | 118.7 | 66.6% | 113.4 | 65.6% | 4.7% |
Ecovias Norte Minas | 352.3 | 82.1% | 295.5 | 80.7% | 19.2% |
Ecovias Minas Goiás | 273.9 | 69.6% | 254.7 | 68.5% | 7.5% |
Ecovias Cerrado | 120.4 | 57.5% | 119.1 | 60.2% | 1.1% |
Ecovias Rio Minas | 740.9 | 75.7% | 688.9 | 73.2% | 7.6% |
Ecovias Araguaia | 390.7 | 73.0% | 378.4 | 72.2% | 3.3% |
Ecovias Noroeste Paulista | 702.9 | 83.3% | 567.6 | 80.7% | 23.8% |
Ecovias Raposo Castello | 361.6 | 86.1% | - | n.m. | n.m. |
Other1 | (2.1) | n.m. | (1.4) | n.m. | n.m. |
ADJUSTED EBITDA2 | 5,396.7 | 76.7% | 4,569.0 | 74.8% | 18.1% |
ADJUSTED NET REVENUE3 | 7,036.1 | 6,109.5 | 15.2% |
Considering Ecovia Caminho do Mar (concession agreement ended on 11/28/21) and Ecocataratas (concession agreement ended on 11/27/21).
Excluding Construction Revenue and Costs, provision for maintenance, provision/reversal for impairment at Ecovias Capixaba, and provision for contingency.
Excluding Construction Revenue.
ECORODOVIAS CONCESSÕES E SERVIÇOS (ECS) AND HOLDING COMPANY
ECS is a subholding company that provides corporate services and other related services, and EcoRodovias Infraestrutura e Logística is the holding company.
Financial Indicators (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Services and Holding Company | ||||||
Net Revenue | 131.3 | 105.6 | 24.3% | 518.2 | 417.9 | 24.0% |
Operating Costs and Expenses | (157.7) | (102.9) | 53.2% | (491.8) | (406.8) | 20.9% |
(+) Depreciation and Amortization | 22.2 | 17.4 | 27.8% | 75.1 | 58.7 | 28.1% |
Cash Costs | (135.5) | (85.6) | 58.4% | (416.6) | (348.2) | 19.7% |
Adjusted Cash Costs 1 | (118.4) | (59.8) | 98.0% | (385.3) | (316.8) | 21.6% |
(+) Other operating income and expenses | (12.1) | (6.4) | 88.5% | (42.3) | (22.8) | 86.0% |
(+) Provisions for contingencies | 9.1 | - | n.m. | 9.1 | - | n.m. |
EBITDA | (7.3) | 13.6 | n.m. | 68.3 | 46.9 | 45.5% |
Excluding the increase in costs to provide services to Ecovias Noroeste Paulista and Ecovias Raposo Castello concessions and provision for contingency.
Net revenue totaled R$131.3 million in 4Q25 (+24.3%) and R$518.2 million in 2025 (+24.0%), driven by the growth in revenue from intercompany services provided to highway concessions.
Cash costs totaled R$135.5 million in 4Q25 (+58.4%) and R$416.6 million in 2025 (+19.7%). Adjusted cash costs , excluding services provided to Ecovias Noroeste Paulista, Ecovias Raposo Castello and the provision for contingencies, totaled R$118.4 million in 4Q25 and R$385.3 million in 2025. In 4Q25, the upswing is mainly due to the variation in Personnel, as a result of the adjustment of the Phantom Stock Options Plan (non-cash).
In 4Q25, EBITDA was negative at R$7.3 million, and in 2025, positive at R$68.3 million.
ECOPORTO SANTOS
Segment consisting of the following companies: Ecoporto Santos and Ecoporto Alfandegado.
Operating Performance - Container Handling | ||||||
HANDLING (containers) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Ecoporto Santos | ||||||
Quay Operations (cntrs) | 3,203 | 8,285 | -61.3% | 17,639 | 35,486 | -50.3% |
Full Containers (cntrs) | 2,094 | 7,065 | -70.4% | 11,096 | 22,530 | -50.8% |
Empty Containers (cntrs) | 1,109 | 1,220 | -9.1% | 6,543 | 12,956 | -49.5% |
General freight (ton.) | 13,772 | 41,348 | -66.7% | 60,258 | 168,232 | -64.2% |
Warehousing Operations | ||||||
Warehousing Operations (cntrs) | 16,358 | 16,512 | -0.9% | 62,075 | 57,522 | 7.9% |
General freight (ton.) | 8,393 | 6,388 | 31.4% | 37,550 | 40,005 | -6.1% |
In May 2025, Ecoporto entered into a transition agreement with the Port Authority of Santos (APS) for a period of 12 months. If the bidding process for the lease of the area is not completed by the end of this period, APS may authorize the signing of a new agreement.
In 4Q25 and in 2025, quay and general cargo operations showed a decrease due to the reduction in spot contracts.
Gross Revenue | ||||||
GROSS REVENUE (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Ecoporto Santos | ||||||
Quay Operations | 22.2 | 30.8 | -28.1% | 83.1 | 96.9 | -14.3% |
Warehousing Operations | 104.6 | 91.0 | 15.0% | 442.6 | 350.7 | 26.2% |
Other | 0.2 | 0.1 | 33.1% | 1.3 | 0.6 | 126.4% |
TOTAL | 127.0 | 121.9 | 4.1% | 527.0 | 448.2 | 17.6% |
Financial Indicators | ||||||
Financial Indicators (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Ecoporto Santos | ||||||
Net Revenue | 89.7 | 90.8 | -1.2% | 372.1 | 330.1 | 12.7% |
Costs and Expenses | (96.7) | (86.0) | 12.5% | (320.6) | (290.4) | 10.4% |
Depreciation and Amortization | 5.6 | 6.5 | -12.9% | 14.0 | 17.6 | -20.8% |
Other Revenues (Expenses) | 0.3 | (0.0) | n.m. | 1.0 | 3.6 | -70.5% |
EBITDA | (1.1) | 11.2 | n.m. | 66.6 | 60.9 | 9.3% |
EBITDA Margin | -1.3% | 12.4% | -13.7 p.p. | 17.9% | 18.4% | -0.5 p.p. |
(+) Provision for contingency | 13.3 | - | n.m. | 13.3 | - | n.m. |
Adjusted EBITDA | 12.2 | 11.2 | 8.6% | 79.9 | 60.9 | 31.2% |
Financial Result | (5.2) | 1.9 | n.m. | 11.4 | (0.9) | n.m. |
Income and Social Contribution Taxes | (9.8) | (4.2) | 132.2% | (30.2) | (17.7) | 71.2% |
Net (Loss) Income | (21.7) | 2.5 | n.m. | 33.8 | 24.7 | 37.0% |
(+) Provision for contingency | 13.3 | - | n.m. | 13.3 | - | n.m. |
(+) Monetary adjustment on contingency | 10.5 | - | n.m. | 10.5 | - | n.m. |
Recurring Net Income | 2.1 | 2.5 | -15.8% | 57.6 | 24.7 | 133.5% |
Net revenue reached R$89.7 million in 4Q25 (-1.2%) and R$372.1 million in 2025 (+12.7%). In 4Q25, the variation was caused by the reduction in operations.
Operating Costs and Administrative Expenses
OPERATING COSTS AND ADMINISTRATIVE EXPENSES (R$ million) | 4Q25 | 4Q24 | Chg. | 2025 | 2024 | Chg. |
Ecoporto Santos | ||||||
Personnel | 27.8 | 25.5 | 9.1% | 101.8 | 86.5 | 17.7% |
Conservation and Maintenance | 2.4 | 2.5 | -5.5% | 10.6 | 8.5 | 24.0% |
Third-Party Services | 28.7 | 31.4 | -8.7% | 102.0 | 102.8 | -0.8% |
Insurance, Concession Fees and Leasing | 13.2 | 14.7 | -10.2% | 58.6 | 48.3 | 21.3% |
Other | 19.0 | 5.3 | n.m. | 33.6 | 26.7 | 26.0% |
CASH COSTS | 91.1 | 79.5 | 14.6% | 306.6 | 272.8 | 12.4% |
(-) Contingency provision | 13.3 | - | n.m. | 13.3 | - | n.m. |
ADJUSTED CASH COSTS1 | 77.8 | 79.5 | -2.2% | 293.3 | 272.8 | 7.5% |
Depreciation and Amortization | 5.6 | 6.5 | -12.9% | 14.0 | 17.6 | -20.8% |
OPERATING COSTS AND ADMINISTRATIVE EXPENSES | 96.7 | 86.0 | 12.5% | 320.6 | 290.4 | 10.4% |
1) Excluding contingency provision |
Operating costs and administrative expenses came to R$96.7 million in 4Q25 (+12.5%) and R$320.6 million in 2025 (+10.4%). In 4Q25, the increase is primarily attributable to the rise in Others, as a result of the provision for contingency due to the termination of the transition agreement scheduled for May 2026.
Adjusted EBITDA reached R$12.2 million in 4Q25 (+8.6%) and R$79.9 million in 2025 (+31.2%). Recurring net income totaled R$2.1 million in 4Q25 and R$57.6 million in 2025.
EXHIBIT I - a | ||||
CONSOLIDATED BALANCE SHEET | 12/31/2025 | 09/30/2025 | CHG. 12/31/2025 vs 09/30/2025 | |
ASSETS (R$ thousand) | ||||
CURRENT | ||||
Cash and cash equivalents | 1,186,197 | 1,400,718 | -15.3% | |
Financial investments | 3,370,150 | 2,597,725 | 29.7% | |
Financial investments - reserve account | 224,146 | 117,135 | 91.4% | |
Clients | 611,060 | 602,422 | 1.4% | |
Clients - related parties | 18 | 14 | 28.6% | |
Taxes recoverable | 214,635 | 216,432 | -0.8% | |
Prepaid expenses | 27,359 | 30,215 | -9.5% | |
Prepaid costs - Loans | 42,251 | 42,290 | -0.1% | |
Other receivables | 152,237 | 224,666 | -32.2% | |
Current assets | 5,828,053 | 5,231,617 | 11.4% | |
NON-CURRENT | ||||
Deferred taxes | 267,331 | 369,562 | -27.7% | |
Judicial deposits | 190,790 | 189,028 | 0.9% | |
Prepaid expenses | 664 | 667 | -0.4% | |
Prepaid costs - Loans | 202,869 | 180,948 | 12.1% | |
Other receivables | 92,795 | 86,920 | 6.8% | |
Asset subject to indemnity | 342,059 | 339,601 | 0.7% | |
Other receivables - reserve account - granting authority | 1,768,465 | 1,707,389 | 3.6% | |
Financial investments - reserve account | 218,747 | 213,099 | 2.7% | |
Long-term assets | 3,083,720 | 3,087,214 | -0.1% | |
Property, plant and equipment | 793,120 | 741,962 | 6.9% | |
Intangible assets | 27,395,585 | 26,058,803 | 5.1% | |
TOTAL ASSETS | 37,100,478 | 35,119,596 | 5.6% | |
EXHIBIT I - b
CONSOLIDATED BALANCE SHEET
12/31/2025
CHG.
09/30/2025 12/31/2025 vs
09/30/2025
LIABILITIES AND SHAREHOLDERS' EQUITY (R$ thousand) CURRENT | |||
Suppliers | 558,466 | 400,992 | 39.3% |
Suppliers - Forfaiting | - | 186 | n.m. |
Suppliers - FIDC | 27,624 | 14,525 | 90.2% |
Loans and financing | 192,303 | 180,168 | 6.7% |
Leasing | 163,717 | 123,401 | 32.7% |
Debentures | 1,576,749 | 1,586,216 | -0.6% |
Taxes, fees and contributions payable | 132,073 | 118,678 | 11.3% |
Payroll and related obligations | 179,251 | 165,331 | 8.4% |
Related parties | 208,430 | 129,173 | 61.4% |
Obligations with Concession Fee | 137,354 | 112,252 | 22.4% |
Provision for income and social contribution taxes | 188,737 | 201,569 | -6.4% |
Provision for maintenance | 97,166 | 105,997 | -8.3% |
Provision for future construction works | 57,404 | 55,939 | 2.6% |
Dividends to be paid | 210,406 | 16 | n.m. |
Leniency Agreement | 14,119 | 13,760 | 2.6% |
Civil Non-Prosecution Agreement - ANPC | 22,717 | 22,374 | 1.5% |
Other payables | 75,741 | 236,773 | -68.0% |
Current liabilities | 3,842,257 | 3,467,350 | 10.8% |
NON-CURRENT | |||
Loans and financing | 3,692,399 | 3,402,655 | 8.5% |
Debentures | 20,902,176 | 19,646,010 | 6.4% |
Leasing | 129,507 | 122,805 | 5.5% |
Deferred taxes | 175,428 | 172,533 | 1.7% |
Provision for environmental, civil, labor and tax losses | 356,819 | 317,719 | 12.3% |
Obligations with Concession Fee | 2,948,737 | 2,882,350 | 2.3% |
Provision for maintenance | 214,190 | 208,190 | 2.9% |
Provision for future construction works | 21,632 | 27,233 | -20.6% |
Leniency Agreement | 898 | 898 | 0.0% |
Civil Non-Prosecution Agreement - ANPC | 93,578 | 91,652 | 2.1% |
Other payables | 348,461 | 308,999 | 12.8% |
Non-current liabilities | 28,883,825 | 27,181,044 | 6.3% |
SHAREHOLDERS' EQUITY | |||
Paid-up capital stock | 2,054,305 | 2,054,305 | 0.0% |
Profit reserve - legal | 130,539 | 86,246 | 51.4% |
Profit reserve - capital budget | 1,856,209 | 1,225,041 | 51.5% |
Capital reserve - options granted | 56,936 | 56,936 | 0.0% |
Captial reserve - sale of non-controlling interest | 14,219 | 14,219 | 0.0% |
Treasury shares | (9,387) | (9,387) | 0.0% |
Accrued Income | - | 780,624 | n.m. |
Attributable to controlling shareholders | 271,575 | 263,218 | 3.2% |
Shareholders' Equity | 4,374,396 | 4,471,202 | -2.2% |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 37,100,478 | 35,119,596 | 5.6% |
EXHIBIT II - a
INCOME STATEMENT (R$ thousand) | 4Q25 | 4Q24 | CHG. 4Q25 vs 4Q24 |
GROSS REVENUE | 3,613,126 | 2,990,841 | 20.8% |
Toll Revenue | 2,002,202 | 1,717,906 | 16.5% |
Revenue from Ecopátio Cubatão | 12,736 | 7,705 | 65.3% |
Ancillary Revenues and Other | 33,513 | 46,326 | -27.7% |
Revenue from Ecoporto Santos | 126,991 | 121,934 | 4.1% |
Construction Revenue | 1,437,684 | 1,096,970 | 31.1% |
Deductions from Gross Revenue | (229,639) | (194,170) | 18.3% |
NET OPERATING REVENUE | 3,383,487 | 2,796,671 | 21.0% |
Cost of Services | (2,222,736) | (1,795,722) | 23.8% |
Personnel | (129,914) | (120,380) | 7.9% |
Conservation and Maintenance | (57,811) | (80,242) | -28.0% |
Third-Party Services | (96,045) | (75,380) | 27.4% |
Concession Fees, Insurance and Leasing | (56,078) | (50,871) | 10.2% |
Depreciation and Amortization | (369,267) | (282,935) | 30.5% |
Other | (58,617) | (63,715) | -8.0% |
Provision for Maintenance | (17,318) | (25,227) | -31.4% |
Construction Costs | (1,437,684) | (1,096,970) | 31.1% |
GROSS PROFIT | 1,160,752 | 1,000,949 | 16.0% |
Operating Revenue (Expens es) | (122,581) | (135,856) | -9.8% |
General and Administrative Expenses | (123,730) | (90,202) | 37.2% |
Depreciation and Amortization | (1,516) | (4,239) | -64.2% |
Other Revenue (Expenses) | 2,666 | 97 | n.m. |
Reversal of impairment provision | - | (41,512) | n.m. |
EBIT | 1,038,171 | 865,093 | 20.0% |
Financial Result | (611,438) | (539,187) | 13.4% |
OPERATING PROFIT BEFORE INCOME AND SOCIAL CONTR. TAXES | 426,733 | 325,906 | 30.9% |
Income and Social Contribution Taxes | (327,036) | (187,101) | 74.8% |
Net income from continuing operations | 99,697 | 138,805 | -28.2% |
Net loss from discontinued operations | (113) | - | n.m. |
NET INCOME | 99,584 | 138,805 | -28.3% |
Net income (Loss) - Minority interests | (5,643) | (3,315) | 70.2% |
Net income (Loss) - Excluding minority interests | 105,227 | 142,120 | -26.0% |
Number of shares (thousand)1 | 695,621 | 695,621 | - |
EARNINGS PER SHARE (R$) | 0.15 | 0.20 | -26.0% |
EBITDA | 1,408,955 | 1,152,267 | 22.3% |
(+) Impairment of Ecovias Capixaba | - | 41,512 | n.m. |
(+) Provisions for contingencies | 22,449 | - | n.m. |
(+) Provision for IPTU at Ecopátio Cubatão | - | 23,317 | n.m. |
(+) Provision for Maintenance | 17,318 | 25,227 | -31.4% |
NET INCOME | 99,584 | 138,805 | -28.3% |
(+) Impairment of Ecovias Capixaba | - | 41,512 | n.m. |
(+) Provisions and monetary adjustment for contingencies | 40,411 | - | n.m. |
(+) Write-offs of Deferred items from ECS and Termares | 101,681 | - | n.m. |
(+) Provision for IPTU at Ecopátio Cubatão | - | 26,565 | n.m. |
(+) Discontinued Operations | 113 | - | n.m. |
RECURRING NET INCOME | 241,788 | 206,882 | 16.9% |
1) Excluding treasury shares. Weighted average of the number of common shares issued. |
INCOME STATEMENT (R$ thousand) | 2025 | 2024 | CHG. 2025 vs 2024 |
GROSS REVENUE | 12,398,404 | 10,621,838 | 16.7% |
Toll Revenue | 7,563,049 | 6,547,163 | 15.5% |
Revenue from Ecopátio Cubatão | 61,921 | 53,440 | 15.9% |
Ancillary Revenues and Other | 131,590 | 140,458 | -6.3% |
Revenue from Ecoporto Santos | 527,040 | 448,170 | 17.6% |
Construction Revenue | 4,114,804 | 3,432,607 | 19.9% |
Deductions from Gross Revenue | (877,331) | (749,466) | 17.1% |
NET OPERATING REVENUE | 11,521,073 | 9,872,372 | 16.7% |
Cost of Services | (7,055,929) | (5,963,464) | 18.3% |
Personnel | (476,958) | (455,595) | 4.7% |
Conservation and Maintenance | (256,831) | (306,509) | -16.2% |
Third-Party Services | (339,872) | (292,282) | 16.3% |
Concession Fees, Insurance and Leasing | (218,983) | (194,487) | 12.6% |
Depreciation and Amortization | (1,353,028) | (969,924) | 39.5% |
Other | (192,595) | (186,674) | 3.2% |
Provision for Maintenance | (102,858) | (125,386) | -18.0% |
Construction Costs | (4,114,804) | (3,432,607) | 19.9% |
GROSS PROFIT | 4,465,145 | 3,908,908 | 14.2% |
Operating Revenue (Expenses) | (183,483) | (386,617) | -52.5% |
General and Administrative Expenses | (388,044) | (335,480) | 15.7% |
Depreciation and Amortization | (5,239) | (14,886) | -64.8% |
Other Revenue (Expenses) | 7,142 | 5,261 | 35.7% |
Impairment of assets | 202,659 | (41,512) | n.m. |
EBIT | 4,281,662 | 3,522,291 | 21.6% |
Financial Result | (2,488,460) | (1,802,039) | 38.1% |
OPERATING PROFIT BEFORE INCOME AND SOCIAL CONTR. TAXES | 1,793,202 | 1,720,252 | 4.2% |
Income and Social Contribution Taxes | (925,734) | (806,801) | 14.7% |
Net income from continuing operations | 867,468 | 913,451 | -5.0% |
Net loss from discontinued operations | (650) | - | n.m. |
NET INCOME | 866,818 | 913,451 | -5.1% |
Net income (Loss) - Minority interests | (19,033) | 9,354 | n.m. |
Net income (Loss) - Excluding minority interests | 885,851 | 904,097 | -2.0% |
Number of shares (thousand)1 | 695,621 | 695,621 | - |
EARNINGS PER SHARE (R$) | 1.27 | 1.30 | -2.0% |
EBITDA | 5,639,929 | 4,507,101 | 25.1% |
(+/-) Impairment of Ecovias Capixaba | (202,659) | 41,512 | n.m. |
(+) Provisions for contingencies | 30,931 | - | n.m. |
(+) Provision for IPTU at Ecopátio Cubatão | - | 23,317 | n.m. |
(+) Provision for Maintenance | 102,858 | 125,386 | -18.0% |
ADJUSTED EBITDA | 5,571,059 | 4,697,316 | 18.6% |
NET INCOME | 866,818 | 913,451 | -5.1% |
(+/-) Impairment of Ecovias Capixaba | (202,659) | 41,512 | n.m. |
(+) Monetary adjustment on Ecovias Capixaba's liabilities | 37,522 | - | n.m. |
(+) Provisions and monetary adjustment for contingencies | 48,893 | - | n.m. |
(+) Write-offs of Deferred items from ECS and Termares | 101,681 | - | n.m. |
(+) Provision for IPTU at Ecopátio Cubatão | - | 26,565 | n.m. |
(+) Discontinued Operations | 650 | - | n.m. |
RECURRING NET INCOME | 852,904 | 981,528 | -13.1% |
1) Excluding treasury shares. Weighted average of the number of common shares issued.
Booking of concession fee of Ecovias Norte Minas
Accounting concession fee Ecovias Norte Minas | R$ million |
Concession fee balance adjusted by IPCA 12/31/2025 | 2,625.4 |
Adjustment to Net Present Value Balance 12/31/2025 | 1,322.9 |
Assets and Liabilities | R$ million |
Assets - Intangible Assets 12/31/2025 | 656.8 |
Liabilities - Obligations with Concession Fee 12/31/2025 | 1,302.5 |
Financial Statements - 12/31/2025 | R$ million |
Costs: Amortization of Intangible Assets by traffic curve | 81.1 |
Financial expenses: Concession Fee Financial Effects: (i) + (ii) | 146.2 |
(i) Monetary variation by IPCA of the concession fee balance | 53.1 |
(ii) Adjustment to Net Present Value of the Adjustment to Net Present Value Balance | 93.1 |
CASH FLOW (R$ thousand) | 4Q25 | 4Q24 | 2025 | 2024 |
CASH FLOW FROM OPERATING ACTIVITIES | ||||
Net Income in the period from continuing operations | 99,697 | 138,805 | 867,468 | 913,451 |
Net Loss in the period from discontinued operations | (113) | - | (650) | - |
Adjustments to reconcile net profit | 1,532,053 | 1,245,639 | 5,307,966 | 4,370,646 |
(used in) provided by operations: | ||||
Depreciation and amortization | 370,783 | 287,174 | 1,358,267 | 984,810 |
Write-off of property, plant and equipment and intangible assets | 46 | 977 | 47,889 | 21,067 |
Financial charges and monetary variation of loans, financing, debentures and leasing | 755,705 | 634,555 | 2,986,676 | 2,279,272 |
Monetary variation and obligations with concession fees | 75,912 | 79,465 | 304,432 | 274,558 |
Monetary variation and provision for tax, labor and civil losses | 49,790 | 49,072 | 104,059 | 123,821 |
Provision and Inflation Adjust. of Leniency Agreement and Civil Non-Prosecution Agreement | 2,628 | 4,601 | 12,679 | 16,342 |
Provision and monetary variation for maintenance and construction works | 22,739 | 33,171 | 135,691 | 158,948 |
Income from financial securities - reserve account | (12,741) | (6,468) | (44,100) | (24,289) |
Inflation adjustment on assets subject to indemnity | (2,458) | (11,658) | (10,978) | (17,496) |
Inflation adjustment and provision on other accounts payable | 167 | 1,370 | 49,465 | 4,462 |
Estimated losses from doubtful accounts | 548 | 1,444 | (5,428) | 4,094 |
Deferred taxes | 105,126 | (9,353) | 142,562 | 25,209 |
Capitalization of interest | (57,038) | (55,942) | (285,595) | (296,215) |
Inflation adjustment - acquisition of participation | - | 1,271 | (26) | 735 |
Inflation adjustment of judicial deposits | (2,261) | (2,006) | (9,138) | (7,776) |
Provision for income and social contribution taxes payable | 221,910 | 196,454 | 783,172 | 781,592 |
Interest on Elog S.A. stake sale | - | 41,512 | (202,659) 41,512 | |
Provision for rebalance of Ecovias Sul | 1,197 | - | (59,002) - | |
Changes in operating assets | 40,148 | 14,891 | (383,848) (161,028) | |
Clients | (9,185) | 35,813 | (119,793) (9,237) | |
Related parties | (4) | - | (9) | (4) |
Taxes recoverable | 1,797 | (26,048) | (60,805) | (51,075) |
Prepaid expenses | 2,859 | 14,797 | (8,733) | (2,418) |
Payment of judicial deposits | 499 | 1,441 | 4,766 | (2,662) |
Other receivables | 44,182 | (11,112) | (199,274) | (95,632) |
Changes in operating liabilities | (173,093) | (248,675) | (982,259) | (1,187,568) |
Suppliers, Forfaiting and FIDC | 170,387 | 52,412 | 161,664 | (33,074) |
Payroll and related obligations | 13,920 | (23,265) | 35,905 | 4,496 |
Taxes, fees and contributions payable | 13,395 | 3,877 | 33,616 | (1,943) |
Related parties | 79,257 | 81,629 | 46,434 | 53,149 |
Payment of provision for civil, labor and tax losses | (10,690) | (14,536) | (39,964) | (55,894) |
Payment of provision for maintenance and construction works | (37,875) | (21,565) | (187,505) | (151,653) |
Other accounts payable | (121,737) | (14,428) | (125,427) | (5,827) |
Payment of obligations with Concession Fee | (45,009) | (38,205) | (157,504) | (145,137) |
Payment related to Leniency Agreement and Agreements with Former Executives | 1 | (9,866) | (25,329) | (41,788) |
Payment of income and contribution taxes | (234,742) | (264,728) | (724,149) | (809,897) |
Cash provided by operating activities | 1,498,692 | 1,150,660 | 4,808,677 | 3,935,501 |
CASH FLOW FROM INVESTING ACTIVITIES | ||||
Acquisition of property, plant and equipment and intangible assets | (1,585,001) | (1,364,622) | (6,884,496) | (3,945,200) |
Effect of receipt by sale of Elog | - | 5,330 | 3,635 | 21,024 |
Financial investments - reserve account | (99,918) | (52,531) | (105,573) | (30,165) |
Financial investments | (772,425) | 1,826,430 | (1,962,531) | (610,360) |
Net cash used in investment activities | (2,457,344) | 414,607 | (8,948,965) | (4,564,701) |
CASH FLOW FROM FINANCING ACTIVITIES | ||||
Payment of obligations with Concession Fee | - | (27,366) | (9,122) | (108,287) |
Funding through loans, financing and debentures | 1,549,749 | (3,070) | 12,381,486 | 4,759,429 |
Payment of loans, financing, debentures and leasing | (443,486) | (132,046) | (7,105,944) | (3,123,015) |
Capital contribution - non-controlling shareholders | 14,000 | 5,250 | 25,200 | 5,250 |
Payment of dividends and interest on equity | - | 1 | (214,720) | (135,270) |
Interest paid | (376,132) | (472,304) | (2,088,017) (1,942,960) |
Acquisition of stake - non-controlling shareholders - Ecovias 101 | - | (2,252) | - (12,586) |
Cash provided by (used in) financing activities | 744,131 | (631,787) | 2,988,883 (557,439) |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (214,521) | 933,480 | (1,151,405) (1,186,639) |
Cash and cash equivalents - at start of period | 1,400,718 | 1,404,122 | 2,337,602 3,524,241 |
Cash and cash equivalents - at end of period | 1,186,197 | 2,337,602 | 1,186,197 | 2,337,602 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | (214,521) | 933,480 | (1,151,405) | (1,186,639) |
DEBT (R$ million) | 12/31/2025 | 09/30/2025 | Chg. | Rate | Maturity |
Highway Concessions | 18,244.4 | 17,644.0 | 3.4% | ||
Debentures of the 1st Issue - Ecovias Raposo Castello | 2,385.0 | 2,318.8 | 2.9% | IPCA + 8.1773% p.a. | March-29 |
Debentures of the 3rd Issue - Ecovias Noroeste Paulista (1st serie) | 2,055.7 | 2,048.0 | 1.4% | IPCA + 8.3702% p.a. | December-47 |
Debentures of the 3rd Issue - Ecovias Noroeste Paulista (2nd serie) | 300.8 | 299.7 | 1.4% | IPCA + 8.3702% p.a. | December-47 |
Debentures of the 1st Issue - Ecovias Ponte | 284.5 | 302.6 | -6.0% | IPCA + 4.4% p.a. | October-34 |
Debentures of the 2nd Issue - Ecovias Cerrado | 808.4 | 789.3 | 2.4% | IPCA + 6.35% p.a | September-27 |
Debentures of the 2nd Issue - Ecovias Capixaba | 674.9 | 651.2 | 3.6% | CDI + 0.75% p.a. | September-26 |
Debentures of the 6th Issue - Ecovias Imigrantes | 1,766.9 | 1,726.9 | 2.3% | IPCA + 6.095% p.a. | February-33 |
Debentures of the 7th Issue - Ecovias Imigrantes | 1,473.5 | 1,417.6 | 3.9% | CDI + 1.25% p.a. | February-32 |
Debentures of the 1st Issue - Ecovias Araguaia | 679.1 | 662.3 | 2.5% | IPCA + 6.66% p.a. | July-51 |
Debentures of the 6th Issue - Ecovias Sul | 81.9 | 84.9 | -3.6% | CDI + 0.70% p.a. | February-26 |
Debentures of the 7th Issue - Ecovias Sul | 77.0 | 74.1 | 3.9% | CDI + 0.80% p.a. | February-26 |
Debentures of the 3rd Issue - Ecovias Leste Paulista (1st serie) | 466.0 | 453.2 | 2.8% | IPCA + 7.55% p.a. | March-30 |
Debentures of the 3rd Issue - Ecovias Leste Paulista (2nd serie) | 787.6 | 765.6 | 2.9% | IPCA + 8.15% p.a. | March-35 |
Debentures of the 1st Issue - Ecovias Minas Goiás | 100.2 | 109.0 | -8.1% | IPCA + 9% p.a. | December-29 |
Debentures of the 2nd Issue - Ecovias Minas Goiás (1st serie) | 457.3 | 449.3 | n.m. | IPCA + 8.59% p.a. | December-38 |
Debentures of the 4th Issue - Ecovias Rio Minas (1st serie) | 1,399.2 | 1,360.4 | 2.9% | IPCA + 8.3939% | September-47 |
Debentures of the 2nd Issue - Ecovias Norte Minas | 562.0 | 548.4 | 2.5% | IPCA + 7.10% a.a | March-43 |
Finem BNDES - Ecovias Ponte | 44.7 | 45.5 | -1.9% | TJLP + 3.48% p.a. | August-32 |
Finem BNDES - Ecovias Ponte | 97.6 | 99.3 | -1.8% | TJLP + 3.48% p.a. | December-32 |
Finem BNDES - Ecovias Ponte | 56.4 | 57.0 | -1.2% | TJLP + 3.48% p.a. | June-34 |
Finem BNDES - Ecovias Capixaba | 139.0 | 143.9 | -3.4% | TJLP + 3.84% p.a. | June-30 |
Finem BNDES - Ecovias Capixaba | 78.2 | 83.1 | -5.9% | TJLP + 3.84% p.a. | December-28 |
Finame - Ecovias Norte Minas | 5.1 | 7.6 | -33.3% | IPCA+6.52% p.a. to IPCA+8.10% p.a | December-26 |
Finem BNDES - Ecovias Norte Minas | 1,021.4 | 1,024.0 | -0.3% | IPCA + 5.23% p.a. | June-43 |
Finem BNDES - Ecovias Minas Goiás | 372.2 | 373.6 | -0.4% | TJLP + 2% p.a. | December-38 |
BDMG - Ecovias Minas Goiás | 105.2 | 105.5 | -0.3% | TJLP + 2% p.a. | December-38 |
FINISA - Ecovias Minas Goiás | 285.1 | 286.2 | -0.4% | TJLP + 2% p.a. | December-38 |
FDCO - Ecovias Minas Goiás | 114.5 | 122.2 | -6.3% | 7.5% p.a. | April-36 |
Banco da Amazônia (BASA) - Ecovias Araguaia | 300.3 | 199.4 | 50.7% | IPCA + 2.50% p.a. | July-46 |
Finem BNDES - Ecovias Araguaia | 914.5 | 689.9 | 32.6% | IPCA + 7.70% p.a. | September-51 |
Banco do Nordeste (BNB) - Ecovias Rio Minas | 350.7 | 345.5 | 1.5% | IPCA + 2.92% p.a.¹ | July-47 |
EcoRodovias Concessões e Serviços | 5,265.2 | 5,235.6 | 0.6% | ||
Debentures of the 8th Issue (3rd serie) | 48.6 | 47.3 | 2.7% | IPCA + 5.5% p.a. | April-26 |
Debentures of the 12th Issue | 46.1 | 48.1 | -4.2% | CDI + 2.65% p.a. | June-26 |
Debentures of the 13th Issue (1st serie) | 63.4 | 65.9 | -3.7% | CDI + 1.85% p.a. | October-28 |
Debentures of the 13th Issue (2nd serie) | 615.5 | 640.4 | -3.9% | CDI + 2.35% p.a. | October-30 |
Debentures of the 13th Issue (3rd serie) | 199.0 | 200.4 | -0.7% | IPCA + 6.8285% p.a. | October-33 |
Debentures of the 14th Issue (1st serie) | 936.1 | 944.9 | -0.9% | IPCA + 6.82% p.a. | June-31 |
Debentures of the 14th Issue (2nd serie) | 877.4 | 886.5 | -1.0% | IPCA + 7.11% p.a. | June-34 |
Debentures of the 14th Issue (3rd serie) | 374.9 | 379.0 | -1.1% | IPCA + 7.31% p.a. | June-39 |
Debentures of the 16th Issue | 2,104.2 | 2,023.0 | 4.0% | CDI + 1.20% p.a. | July-31 |
EcoRodovias Infraestrutura e Logística | 1,266.5 | 287.6 | n.m. | ||
Debentures of the 6th Issue | - | 287.6 | n.m. | CDI + 2.00% p.a. | March-27 |
Debentures of the 7th Issue | 1,266.5 | - | n.m. | CDI+1.35% p.a. | October-32 |
Holding do Araguaia | 1,587.5 | 1,647.8 | -3.7% | ||
Debentures of the 1st Issue | 1,587.5 | 1,647.8 | -3.7% | IPCA + 6.66% p.a. | October-36 |
GROSS DEBT2 | 26,363.6 | 24,815.0 | 6.2% |
Considering an on-time payment bonus of 0.85 applied to the spread (IPCA + 3.44% p.a.).
It does not take into account Obligations with Concession Fees and Leasing.